Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 02, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ACIW | |
Entity Registrant Name | ACI WORLDWIDE, INC. | |
Entity Central Index Key | 935,036 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 118,258,890 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 80,857 | $ 77,301 |
Receivables, net of allowances of $5,479 and $4,806, respectively | 178,936 | 227,106 |
Deferred income taxes, net | 58,947 | 44,349 |
Recoverable income taxes | 11,289 | 4,781 |
Prepaid expenses | 25,733 | 24,314 |
Other current assets | 24,864 | 40,417 |
Total current assets | 380,626 | 418,268 |
Noncurrent assets | ||
Property and equipment, net | 58,796 | 60,360 |
Software, net | 202,242 | 209,507 |
Goodwill | 773,260 | 781,163 |
Intangible assets, net | 239,527 | 261,436 |
Deferred income taxes, net | 45,693 | 50,187 |
Other noncurrent assets, including $33,824 at December 31, 2014 for assets at fair value | 44,520 | 69,779 |
TOTAL ASSETS | 1,744,664 | 1,850,700 |
Current liabilities | ||
Accounts payable | 38,446 | 50,351 |
Employee compensation | 39,935 | 35,299 |
Current portion of long-term debt | 95,293 | 87,352 |
Deferred revenue | 124,782 | 131,808 |
Income taxes payable | 4,551 | 6,276 |
Deferred income taxes, net | 264 | 225 |
Other current liabilities | 61,807 | 67,505 |
Total current liabilities | 365,078 | 378,816 |
Noncurrent liabilities | ||
Deferred revenue | 46,930 | 49,224 |
Long-term debt | 689,113 | 804,583 |
Deferred income taxes, net | 14,569 | 13,217 |
Other noncurrent liabilities | 30,070 | 23,455 |
Total liabilities | $ 1,145,760 | $ 1,269,295 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity | ||
Preferred stock; $0.01 par value; 5,000,000 shares authorized; no shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Common stock; $0.005 par value; 280,000,000 shares authorized; 139,820,388 shares issued at September 30, 2015 and December 31, 2014 | $ 698 | $ 698 |
Additional paid-in capital | 547,077 | 551,713 |
Retained earnings | 373,084 | 331,415 |
Treasury stock, at cost, 21,561,535 and 24,182,584 shares at September 30, 2015 and December 31, 2014, respectively | (253,735) | (282,538) |
Accumulated other comprehensive loss | (68,220) | (19,883) |
Total stockholders' equity | 598,904 | 581,405 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,744,664 | $ 1,850,700 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Receivables, allowances | $ 5,479 | $ 4,806 |
Other noncurrent assets at fair value | $ 33,824 | |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.005 | $ 0.005 |
Common stock, shares authorized | 280,000,000 | 280,000,000 |
Common stock, shares issued | 139,820,388 | 139,820,388 |
Treasury stock, shares | 21,561,535 | 24,182,584 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Revenues | |||||
License | $ 50,237 | $ 57,653 | $ 156,975 | $ 154,732 | |
Maintenance | 59,262 | 63,764 | 178,895 | 188,572 | |
Services | 25,842 | 28,194 | 72,449 | 75,773 | |
Hosting | 103,360 | 100,033 | 329,021 | 306,848 | |
Total revenues | 238,701 | 249,644 | 737,340 | 725,925 | |
Operating expenses | |||||
Cost of license | [1] | 5,387 | 5,433 | 17,435 | 18,066 |
Cost of maintenance, services and hosting | [1] | 104,272 | 105,319 | 337,769 | 325,801 |
Research and development | 36,123 | 36,321 | 112,639 | 112,653 | |
Selling and marketing | 28,451 | 27,078 | 88,660 | 82,994 | |
General and administrative | 20,284 | 25,329 | 66,867 | 75,127 | |
Depreciation and amortization | 20,298 | 18,295 | 59,995 | 52,383 | |
Total operating expenses | 214,815 | 217,775 | 683,365 | 667,024 | |
Operating income | 23,886 | 31,869 | 53,975 | 58,901 | |
Other income (expense) | |||||
Interest expense | (9,728) | (10,416) | (31,174) | (28,920) | |
Interest income | 94 | 98 | 254 | 432 | |
Other, net | 4,314 | 3,614 | 27,695 | (1,344) | |
Total other income (expense) | (5,320) | (6,704) | (3,225) | (29,832) | |
Income before income taxes | 18,566 | 25,165 | 50,750 | 29,069 | |
Income tax expense | 3,786 | 9,433 | 9,081 | 7,875 | |
Net income | $ 14,780 | $ 15,732 | $ 41,669 | $ 21,194 | |
Income per common share | |||||
Basic | $ 0.13 | $ 0.14 | $ 0.36 | $ 0.18 | |
Diluted | $ 0.12 | $ 0.14 | $ 0.35 | $ 0.18 | |
Weighted average common shares outstanding | |||||
Basic | 117,922 | 114,484 | 117,035 | 114,603 | |
Diluted | 119,304 | 116,428 | 118,498 | 116,682 | |
[1] | The cost of software license fees excludes charges for depreciation but includes amortization of purchased and developed software for resale. The cost of maintenance, services and hosting fees excludes charges for depreciation. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 14,780 | $ 15,732 | $ 41,669 | $ 21,194 |
Other comprehensive loss: | ||||
Unrealized gain on available-for-sale securities | 1,488 | |||
Reclassification of unrealized gain to realized gain on available-for-sale securities | (24,465) | |||
Foreign currency translation adjustments | (16,822) | (15,370) | (25,360) | (6,151) |
Total other comprehensive loss | (16,822) | (15,370) | (48,337) | (6,151) |
Comprehensive income (loss) | $ (2,042) | $ 362 | $ (6,668) | $ 15,043 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 41,669 | $ 21,194 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation | 15,919 | 15,100 |
Amortization | 54,929 | 48,174 |
Amortization of deferred debt issuance costs | 4,754 | 4,207 |
Deferred income taxes | 3,773 | (9,637) |
Stock-based compensation expense | 10,050 | 13,742 |
Excess tax benefit of stock compensation | (4,852) | (10,416) |
Gain on sale of available-for-sale securities | (24,465) | |
Other, net | 2,467 | 2,006 |
Changes in operating assets and liabilities, net of impact of acquisitions: | ||
Receivables | 31,566 | (17,010) |
Accounts payable | (5,441) | (6,501) |
Accrued employee compensation | 7,141 | (2,682) |
Current income taxes | (8,080) | 9,345 |
Deferred revenue | (4,813) | 15,932 |
Other current and noncurrent assets and liabilities | (5,626) | (11,471) |
Net cash flows from operating activities | 118,991 | 71,983 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (19,546) | (11,755) |
Purchases of software and distribution rights | (12,017) | (14,227) |
Proceeds from sale of available-for-sale equity securities | 35,311 | |
Acquisition of businesses, net of cash acquired | (204,290) | |
Other | (7,000) | (1,500) |
Net cash flows from investing activities | (3,252) | (231,772) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 2,298 | 2,042 |
Proceeds from exercises of stock options | 11,554 | 11,106 |
Excess tax benefit of stock compensation | 4,852 | 10,416 |
Repurchases of common stock | (70,000) | |
Repurchase of restricted stock and performance shares for tax withholdings | (4,553) | (4,975) |
Proceeds from term portion of credit agreement | 150,000 | |
Proceeds from revolving credit facility | 112,000 | 149,500 |
Repayment of revolving credit facility | (156,000) | (71,000) |
Repayment of term portion of credit agreement | (63,530) | (37,596) |
Payments on other debt | (11,785) | (7,912) |
Payment for debt issuance costs | (4,544) | |
Distribution to noncontrolling interest | (1,391) | |
Net cash flows from financing activities | (105,164) | 125,646 |
Effect of exchange rate fluctuations on cash | (7,019) | (845) |
Net increase (decrease) in cash and cash equivalents | 3,556 | (34,988) |
Cash and cash equivalents, beginning of period | 77,301 | 95,059 |
Cash and cash equivalents, end of period | 80,857 | 60,071 |
Supplemental cash flow information | ||
Income taxes paid, net | 17,169 | 18,952 |
Interest paid | $ 31,424 | $ 28,996 |
Condensed Consolidated Financia
Condensed Consolidated Financial Statements | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Condensed Consolidated Financial Statements | 1. Condensed Consolidated Financial Statements The unaudited condensed consolidated financial statements include the accounts of ACI Worldwide, Inc. and its wholly-owned The condensed consolidated financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2014, filed on February 26, 2015. Results for the three and nine months ended September 30, 2015 are not necessarily indicative of results that may be attained in the future. The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Receivables, net Receivables represent amounts billed and amounts earned that are to be billed in the near future. Included in accrued receivables are services and software hosting revenues earned in the current period but billed in the following period as well as license revenues that are determined to be fixed and determinable but that will be billed in future periods. (in thousands) September 30, December 31, Billed Receivables $ 144,363 $ 200,392 Allowance for doubtful accounts (5,479 ) (4,806 ) Billed, net 138,884 195,586 Accrued Receivables 40,052 31,520 Receivables, net $ 178,936 $ 227,106 Other Current Assets and Other Current Liabilities (in thousands) September 30, 2015 December 31, Settlement deposits $ 4,686 $ 13,252 Settlement receivables 5,847 11,032 Current debt issuance costs 5,651 6,244 Other 8,680 9,889 Total other current assets $ 24,864 $ 40,417 (in thousands) September 30, 2015 December 31, Settlement payables $ 9,203 $ 21,715 Accrued interest 2,426 7,256 Vendor financed licenses 14,068 7,340 Royalties payable 3,452 4,070 Other 32,658 27,124 Total other current liabilities $ 61,807 $ 67,505 Individuals and businesses settle their obligations to the Company’s various clients, primarily utility and other public sector clients, using credit or debit cards or via ACH payments. The Company creates a receivable for the amount due from the credit or debit card company and an offsetting payable to the client. Once confirmation is received that the funds have been received, the Company settles the obligation to the client. Due to timing, in some instances, the Company may receive the funds into bank accounts controlled by and in the Company’s name that are not disbursed to its clients by the end of the day resulting in a settlement deposit on the Company’s books. Off Balance Sheet Accounts The Company also enters into agreements with certain clients to process payment funds on their behalf. When an automated clearing house or automated teller machine network payment transaction is processed, a transaction is initiated to withdraw funds from the designated source account and deposit them into a settlement account, which is a trust account maintained for the benefit of the Company’s clients. A simultaneous transaction is initiated to transfer funds from the settlement account to the intended destination account. These “back to back” transactions are designed to settle at the same time, usually overnight, such that the funds are received from the source at the same time as the funds are sent to their destination. However, due to the transactions being with various financial institutions there may be timing differences that result in float balances. These funds are maintained in accounts for the benefit of the client which are separate from the Company’s corporate assets. As the Company does not take ownership of the funds, those settlement accounts are not included in the Company’s balance sheet. The Company is entitled to interest earned on the fund balances. The collection of interest on these settlement accounts is considered in the Company’s determination of its fee structure for clients and represents a portion of the payment for services performed by the Company. The amount of off balance sheet settlement funds as of September 30, 2015 and December 31, 2014 were $216.2 million and $224.9 million, respectively. Goodwill Changes in the carrying amount of goodwill attributable to each reporting unit with goodwill balances during the nine months ended September 30, 2015 were as follows: (in thousands) Americas EMEA Asia/ Pacific Total Gross Balance prior to December 31, 2014 $ 523,914 $ 240,303 $ 64,378 $ 828,595 Total impairment prior to December 31, 2014 (47,432 ) — — (47,432 ) Balance, December 31, 2014 476,482 240,303 64,378 781,163 Goodwill from acquisitions (1) 2,462 (191 ) — 2,271 Foreign currency translation adjustments (1,658 ) (2,292 ) (6,224 ) (10,174 ) Balance, September 30, 2015 $ 477,286 $ 237,820 $ 58,154 $ 773,260 (1) Goodwill from acquisitions relates to adjustments in the goodwill recorded for the acquisition of Retail Decisions Europe Limited and Retail Decisions, Inc. (collectively “ReD”) as discussed in Note 2. In accordance with ASC 350, Intangibles – Goodwill and Other, The calculated fair value was substantially in excess of the current carrying value for all reporting units based upon our October 1, 2014 annual impairment test and there have been no indications of impairment in the subsequent periods. Revenue Vendor Specific Objective Evidence (“VSOE”) ASC 985-605, Revenue Recognition: Software Certain of the Company’s software license arrangements include PCS terms that fail to achieve VSOE of fair value due to non-substantive renewal periods, or contain a range of possible non-substantive PCS renewal amounts. For these arrangements, VSOE of fair value of PCS does not exist and revenues for the software license, PCS and services, if applicable, are considered to be one accounting unit and are therefore recognized ratably over the longer of the contractual service term or PCS term once the delivery of both services has commenced. The Company typically classifies revenues associated with these arrangements in accordance with the contractually specified amounts, which approximate fair value assigned to the various elements, including software license, maintenance and services, if applicable. This allocation methodology has been applied to the following amounts included in revenues in the condensed consolidated statements of income from arrangements for which VSOE of fair value does not exist for each undelivered element: (in thousands) Three Months Ended Nine Months Ended 2015 2014 2015 2014 License $ 1,885 $ 5,466 $ 5,810 $ 18,106 Maintenance 923 1,862 2,738 6,275 Services 55 34 289 47 Total $ 2,863 $ 7,362 $ 8,837 $ 24,428 Recently Issued Accounting Standards In April 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-03, Simplifying the Presentation of Debt Issuance Costs, In April 2015, the FASB issued ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASC 606”) Revenue Recognition |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 2. Acquisitions Fiscal 2015 Acquisition PAY.ON On November 4 , Under the terms of the agreement, the Company will acquire 100% of the equity of PAY.ON in a combination of cash and stock, valuing PAY.ON at 180 million Euros (approximately $200 million). The Company used approximately $181.5 million from its Revolving Credit Facility. See Note 3, Debt, for terms of the Credit Facility. The Company has not completed the valuation analysis and calculations necessary to finalize the required purchase price allocations. In addition to goodwill, the final purchase price allocation may include allocations to intangible assets such as trademarks and trade names, developed technology and customer-related assets. Fiscal 2014 Acquisitions Retail Decisions On August 12, 2014, the Company completed the acquisitions of Retail Decisions Europe Limited (“ReD Europe”) and all its subsidiaries and Retail Decisions, Inc (“ReD, Inc.”) for $205.1 million in cash. The Company has included the financial results of ReD in the condensed consolidated financial statements from the date of acquisition. As a leader in fraud prevention solutions, the acquisition of ReD enhances the Company’s Universal Payments strategy and further strengthens the Company’s leadership position in the fast-growing payments risk management space. To fund this acquisition and related transaction fees, the Company drew an additional $60.5 million on the Revolving Credit Facility and increased the Term portion of the Credit Agreement by an additional $150.0 million. See Note 3, Debt The Company incurred approximately $2.7 million in transaction related expenses during the year ended December 31, 2014, including fees to the investment bank, legal and other professional fees. ReD contributed approximately $10.2 million and $5.8 million in revenue and an estimated operating loss of $1.8 million compared to operating income of $0.1 million for the three months ended September 30, 2015 and 2014, respectively. ReD contributed approximately $30.3 million and $5.8 million in revenue and an estimated operating loss of $5.6 million compared to operating income of $0.1 million for the nine months ended September 30, 2015 and 2014, respectively, which includes severance expense related to integration activities. The consideration paid by the Company to complete the acquisition has been allocated to the assets acquired and liabilities assumed based upon their estimated fair values as of the date of the acquisition. In connection with the acquisition, the Company recorded the following amounts based upon its purchase price allocation as of September 30, 2015. (in thousands, except weighted average useful lives) Weighted-Average Retail Decisions Current assets: Cash and cash equivalents $ 795 Billed and accrued receivables, net 10,106 Deferred income taxes, net 514 Other current assets 10,282 Total current assets acquired 21,697 Noncurrent assets: Property and equipment 3,354 Goodwill 137,915 Software 5-7 years 33,136 Customer relationships 18 years 50,480 Trademarks 5 years 3,980 Deferred income taxes 51 Other noncurrent assets 416 Total assets acquired 251,029 Current liabilities: Accounts payable 4,624 Employee compensation 6,046 Other current liabilities 11,683 Total current liabilities acquired 22,353 Noncurrent liabilities: Deferred income taxes 23,427 Other noncurrent liabilities 164 Total liabilities acquired 45,944 Net assets acquired $ 205,085 The Company made adjustments to the purchase price allocation as certain analysis was completed and additional information became available for deferred income taxes, recoverable income taxes, goodwill, and other current liabilities. These adjustments and any resulting adjustments to the condensed consolidated statements of income were not material to the Company’s previously reported operating results or financial position. Factors contributing to the purchase price that resulted in the goodwill (which is not tax deductible) include the acquisition of management, sales, and technology personnel with the skills to market new and existing products of the Company, enhanced product capabilities, complementary products and customers. Pro forma results for ReD are not presented because they are not material. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 3. Debt As of September 30, 2015, the Company had $484.4 million and $300.0 million outstanding under its Term Credit Facility and Senior Notes, respectively, with up to $250.0 million of unused borrowings under the Revolving Credit Facility portion of the Credit Agreement, as amended. The amount of unused borrowings actually available varies in accordance with the terms of the agreement. Credit Agreement The Company entered into the Credit Agreement (the “Credit Agreement”), as amended, with a syndicate of financial institutions, as lenders, and Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative Agent, providing for revolving loans, swingline loans, letters of credit and a term loan on November 10, 2011. The Credit Agreement consists of a five-year $250.0 million senior secured revolving credit facility (the “Revolving Credit Facility”), which includes a sublimit for the issuance of standby letters of credit and a sublimit for swingline loans, and $650.0 million total under the five-year senior secured term loan facility (the “Term Credit Facility” and, together with the Revolving Credit Facility, the “Credit Facility”). The Credit Agreement also allows the Company to request optional incremental term loans and increases in the revolving commitment. Borrowings under the Credit Facility bear interest at a rate per annum equal to, at the Company’s option, either (a) a base rate determined by reference to the highest of (1) the rate of interest per annum publicly announced by the Administrative Agent as its Prime Rate, (2) the federal funds effective rate plus 1/2 of 1% and (3) a LIBOR based rate determined by reference to the costs of funds for U.S. dollar deposits for a one-month interest period adjusted for certain additional costs plus 1% or (b) a LIBOR based rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, in each case plus an applicable margin. The applicable margin for borrowings under the Revolving Credit Facility is, based on the calculation of the applicable consolidated total leverage ratio, between 0.50% to 1.50% with respect to base rate borrowings and between 1.50% and 2.50% with respect to LIBOR based borrowings. Interest is due and payable monthly. The interest rate in effect at September 30, 2015 for the Credit Facility was 2.45%. In addition to paying interest on the outstanding principal under the Credit Facility, the Company is required to pay a commitment fee in respect of the unutilized commitments under the Revolving Credit Facility, payable quarterly in arrears. The Company is also required to pay letter of credit fees on the maximum amount available to be drawn under all outstanding letters of credit in an amount equal to the applicable margin on LIBOR based borrowings under the Revolving Credit Facility on a per annum basis, payable quarterly in arrears, as well as customary fronting fees for the issuance of letters of credit fees and agency fees. The Company is permitted to voluntarily reduce the unutilized portion of the commitment amount and repay outstanding loans under the Credit Facility at any time without premium or penalty, other than customary “breakage” costs with respect to LIBOR based loans. Senior Notes On August 20, 2013, the Company completed a $300.0 million offering of Senior Notes at an issue price of 100% of the principal amount in a private placement for resale to qualified institutional buyers. The Senior Notes bear an interest rate of 6.375% per annum, payable semi-annually in arrears on August 15 and February 15 of each year, commencing on February 15, 2014. Interest began accruing on August 20, 2013. The Senior Notes will mature on August 15, 2020. Maturities on long-term debt outstanding at September 30, 2015 are as follows: Fiscal year ending December 31, (in thousands) 2015 $ 23,823 2016 95,293 2017 95,293 2018 269,997 2019 — Thereafter 300,000 Total $ 784,406 The Credit Agreement and Senior Notes also contain certain customary mandatory prepayment provisions. If certain events, as specified in the Credit Agreement or Senior Notes agreement, shall occur, the Company may be required to repay all or a portion of the amounts outstanding under the Credit Facility or Senior Notes. The Credit Facility will mature on August 20, 2018 and the Senior Notes will mature on August 15, 2020. The Revolving Credit Facility and Senior Notes do not amortize and the Term Credit Facility does amortize, with principal payable in consecutive quarterly installments. The Company’s obligations and the obligations of the guarantors under the Guaranty and cash management arrangements entered into with lenders under the Credit Facility (or affiliates thereof) are secured by first-priority security interests in substantially all assets of the Company and any guarantor, including 100% of the capital stock of ACI Worldwide, Corp. and each domestic subsidiary of the Company, each domestic subsidiary of any guarantor and 65% of the voting capital stock of each foreign subsidiary of the Company that is directly owned by the Company or a guarantor, and in each case, is subject to certain exclusions set forth in the credit documentation governing the Credit Facility. The Credit Agreement and Senior Notes contain certain customary affirmative covenants and negative covenants that limit or restrict, subject to certain exceptions, the incurrence of liens, indebtedness of subsidiaries, mergers, advances, investments, acquisitions, transactions with affiliates, change in nature of business and the sale of the assets. The Company is also required to maintain a consolidated leverage ratio at or below a specified amount and a consolidated fixed charge coverage ratio at or above a specified amount. If an event of default, as specified in the Credit Agreement and Senior Notes agreement, shall occur and be continuing, the Company may be required to repay all amounts outstanding under the Credit Facility and Senior Notes. As of September 30, 2015, and at all times during the period, the Company was in compliance with its financial debt covenants. (in thousands) As of September 30, 2015 As of December 31, Term credit facility $ 484,406 $ 547,935 Revolving credit facility — 44,000 6.375% Senior Notes, due August 2020 300,000 300,000 Total debt 784,406 891,935 Less current portion of term credit facility 95,293 87,352 Total long-term debt $ 689,113 $ 804,583 Other During the nine months ended September 30, 2015, the Company financed multiple three-year license agreements for certain internally-used software for a total value of $16.1 million with payments due through May of 2017. Of this amount, $12.8 million was remaining as of September 30, 2015. The Company recorded $7.0 million and $5.8 million in other current liabilities and other noncurrent liabilities, respectively, in the accompanying condensed consolidated balance sheet. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 4. Fair Value of Financial Instruments ASC 820, Fair Value Measurements and Disclosures • Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 Inputs – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means. • Level 3 Inputs – Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities. Available-for-Sale Securities Equity securities are reported at fair value utilizing Level 1 inputs. The Company’s equity securities of $33.8 million at December 31, 2014, were comprised entirely of Yodlee, Inc. (“Yodlee”) common stock and were included in noncurrent assets in the accompanying condensed consolidated balance sheets. The Company utilized quoted prices from an active exchange market to fair value its equity securities. During the nine months ended September 30, 2015, the Company sold all of its Yodlee stock holdings in a series of sales and realized a total gain of $24.5 million, which is included in other, net in the accompanying condensed consolidated statements of income. Debt The fair value of our Credit Agreement approximates the carrying value due to the floating interest rate (Level 2 of the fair value hierarchy). The Company measures the fair value of its Senior Notes based on Level 2 inputs, which include quoted market prices and interest rate spreads of similar securities. The fair value of our Senior Notes was $313.5 million at September 30, 2015 and $315.0 million at December 31, 2014, respectively. Cash and Cash Equivalents The fair values of cash and cash equivalents approximate the carrying values due to the short period of time to maturity (Level 2 of the fair value hierarchy). The Company assesses its classifications within the fair value hierarchy at each reporting period. There were no transfers between any levels of the fair value hierarchy during the periods ended September 30, 2015 and December 31, 2014. |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Plans | 5. Stock-Based Employee Stock Purchase Plan Under the Company’s 1999 Employee Stock Purchase Plan, as amended (the “ESPP”), a total of 4,500,000 shares of the Company’s common stock have been reserved for issuance to eligible employees. Participating employees are permitted to designate up to the lesser of $25,000 or 10% of their annual base compensation for the purchase of common stock under the ESPP. Purchases under the ESPP are made one calendar month after the end of each fiscal quarter. The price for shares of common stock purchased under the ESPP is 85% of the stock’s fair market value on the last business day of the three-month participation period. Shares issued under the ESPP during the nine months ended September 30, 2015 and 2014 totaled 123,866 and 109,825, respectively. Stock-Based Payments A summary of stock options issued pursuant to the Company’s stock incentive plans is as follows: Number of Weighted- Weighted- Aggregate Outstanding as of December 31, 2014 5,282,693 $ 12.06 Granted 2,055,514 19.12 Exercised (1,108,965 ) 10.42 Forfeited (365,286 ) 19.08 Expired (593 ) 20.51 Outstanding as of September 30, 2015 5,863,363 $ 14.41 6.53 $ 39,394,952 Exercisable as of September 30, 2015 3,285,184 $ 10.85 4.68 $ 33,735,724 As of September 30, 2015, the Company expects that 93.1% of the options will vest over the vesting period. The weighted-average grant date fair value of stock options granted during the nine months ended September 30, 2015 and 2014 was $6.49 and $9.02, respectively. The Company issued treasury shares for the exercise of stock options during the nine months ended September 30, 2015 and 2014. The total intrinsic value of stock options exercised during the nine months ended September 30, 2015 and 2014 was $12.1 million and $15.3 million, respectively. The fair value of options granted during the nine months ended September 30, 2015 and 2014 was estimated on the date of grant using the Black-Scholes option-pricing , Nine Months Ended Nine Months Ended Expected life (years) 5.93 5.93 Interest rate 1.4 % 1.8 % Volatility 32.1 % 45.2 % Dividend yield — — Expected volatilities are based on the Company’s historical common stock volatility derived from historical stock price data for historical periods commensurate with the options’ expected life. The expected life is the average number of years that the Company estimated that the options will be outstanding, based primarily on historical employee option exercise behavior. The risk-free interest rate is based on the implied yield currently available on United States Treasury zero coupon issues with a term equal to the expected term at the date of grant of the options. The expected dividend yield is zero as the Company has historically paid no dividends and does not anticipate dividends to be paid in the future. During the nine months ended September 30, 2015, the Company granted supplemental stock options with three tranches at a grant date fair value of $8.01, $7.56, and $7.00, respectively, per share that vest, if at all, based upon (i) tranche one—any time after the third anniversary date if the stock has traded at 133% of the exercise price for at least 20 consecutive trading days, (ii) tranche two—any time after the fourth anniversary date if the stock has traded at 167% of the exercise price for at least 20 consecutive trading days, and (iii) tranche three—any time after the fifth anniversary date if the stock has traded at 200% of the exercise price for at least 20 consecutive trading days. The employees must also remain employed with the Company as of the anniversary date in order for the options to vest. The exercise price of the supplemental stock options is the closing market price on the date the awards were granted. In order to determine the grant date fair value of the supplemental stock options, a Monte Carlo simulation model was used. With respect to options granted that vest based on the achievement of certain market conditions, the grant date fair value of such options was estimated using the following weighted-average assumptions: Nine Months Ended Expected life (years) 7.50 Interest rate 1.7 % Volatility 41.9 % Dividend yield — Stock Incentive Plan – Online Resources Corporation (“ORCC”) Stock Incentive Plan, as amended and restated Number of Weighted- Weighted- Aggregate Outstanding as of December 31, 2014 46,512 $ 36.73 Exercised (240 ) 13.92 Expired (8,187 ) 45.07 Outstanding as of September 30, 2015 38,085 $ 35.09 1.18 $ 48,319 Exercisable as of September 30, 2015 38,085 $ 35.09 1.18 $ 48,319 During the nine months ended September 30, 2015, the Company revised the expected attainment for the awards granted in fiscal 2013 from 75% to 0% due to changes in forecasted sales and operating income, which resulted in a reversal of $5.6 million in expense during the three and nine months ended September 30, 2015 that is included in operating expenses in the accompanying condensed consolidated statements of income. The expected attainment rate for the 2012 and 2015 grant remain 0% and 100%, respectively. A summary of nonvested long-term incentive program performance share awards (“LTIP performance shares”) outstanding as of September 30, 2015 and changes during the period are as follows: Nonvested LTIP Performance Shares Number of Weighted- Nonvested as of December 31, 2014 1,145,916 $ 14.84 Granted 1,025,863 19.12 Forfeited (195,919 ) 19.41 Vested (548,671 ) 9.75 Change in expected attainment for 2011 and 2013 grants (528,303 ) 19.44 Nonvested as of September 30, 2015 898,886 $ 19.13 During the nine months ended September 30, 2015, 548,671 shares of the LTIPs vested. The Company withheld 196,169 of those shares to pay the employees’ portion of the minimum payroll withholding taxes. A summary of nonvested restricted share awards (“RSAs”) as of September 30, 2015 and changes during the period are as follows: Nonvested Restricted Share Awards Number of Weighted-Average Grant Nonvested as of December 31, 2014 183,209 $ 17.11 Granted 118,978 23.80 Vested (158,217 ) 17.20 Nonvested as of September 30, 2015 143,970 $ 22.54 During the nine months ended September 30, 2015, 158,217 shares of the RSAs vested. The Company withheld 24,983 of those shares to pay the employees’ portion of the minimum payroll withholding taxes. Stock Incentive Plan – S1 Corporation 2003 Stock Incentive Plan, as amended and restated A summary of nonvested Transaction RSAs issued under the S1 Corporation 2003 Stock Incentive Plan as of September 30, 2015 and changes during the period are as follows: Nonvested Transaction Restricted Share Awards Number of Weighted-Average Grant Nonvested as of December 31, 2014 17,565 $ 11.80 Forfeited (4,364 ) 11.80 Nonvested as of September 30, 2015 13,201 $ 11.80 Performance-Based Restricted Share Awards During the nine months ended September 30, 2015, pursuant to the Company’s 2005 Incentive Plan, the Company granted Performance-Based Restricted Share Awards (“PBRSAs”). The PBRSA grants provide for the payment of dividends on the Company’s common stock, if any, to the participant during the requisite service period (vesting period) and the participant has voting rights for each share of common stock. These PBRSA awards are earned, if at all, based upon the achievement of performance goals over a specific period (the “Performance Period”) and completion of the service period. The PBRSAs granted on June 9, 2015 have a graded-vesting period of three years (33% vest each year) and are subject to performance targets based on the Company’s earnings before income tax, depreciation, and amortization (“EBITDA”). The first 33% of the PBRSAs issued vest subject to meeting the EBITDA target based for the year ending December 31, 2015. The remaining 66% of the PBRSAs issued, vest 33% at the end of year two and 33% at the end of year three, subject to meeting the EBITDA target for the year ending December 31, 2016. The PBRSAs granted on September 15, 2015 have a vesting period of 1.3 years and are subject to performance targets based on the Company’s EBITDA for the year ending December 31, 2016. In no event will any of the PBRSA shares become earned if the Company’s EBITDA is below a predetermined minimum threshold level at the conclusion of the Performance Period. Assuming achievement of the predetermined EBITDA threshold level, up to 150% of the PBRSA shares may be earned upon achievement of performance goals equal to or exceeding the maximum target levels for the performance goals over the Performance Period. Management will evaluate, on a quarterly basis, the probability that the threshold performance goals will be achieved, if at all, and the anticipated level of attainment in order to determine the amount of compensation costs to record in the condensed consolidated financial statements. Through September 30, 2015, the Company has accrued compensation costs assuming an attainment level of 100% for all PBRSA grants. The Company recognizes compensation expense for PBRSAs on a straight-line basis over the requisite service periods. A summary of nonvested PBRSAs as of September 30, 2015 and changes during the period are as follows: Nonvested Performance-Based Restricted Share Awards Number of Performance-Based Weighted-Average Grant Nonvested as of December 31, 2014 — $ — Granted 978,365 23.45 Forfeited (32,520 ) 24.41 Nonvested as of September 30, 2015 945,845 $ 23.42 As of September 30, 2015, there were unrecognized compensation costs of $11.4 million related to nonvested stock options, $2.3 million related to the nonvested RSAs, $12.5 million related to the LTIP performance shares, and $18.0 million related to nonvested PBRSAs, which the Company expects to recognize over weighted-average periods of 2.1 years, 1.4 years, 2.6 years, and 1.6 years, respectively. The Company recorded stock-based compensation expenses for the three months ended September 30, 2015 and 2014 related to stock options, LTIP performance shares, RSAs, PBRSAs, and the ESPP of $0.8 million and $4.6 million, respectively, with corresponding tax benefits of $0.3 million and $1.7 million, respectively. The Company recorded stock-based compensation expenses for the nine months ended September 30, 2015 and 2014 related to stock options, LTIP performance shares, RSAs, PBRSAs, and the ESPP of $10.1 million and $13.7 million, respectively, with corresponding tax benefits of $3.8 million and $5.2 million, respectively. Tax benefits in excess of the option’s grant date fair value are classified as financing cash flows. Estimated forfeiture rates, stratified by employee classification, have been included as part of the Company’s calculations of compensation costs. The Company recognizes compensation costs for stock option awards that vest with the passage of time with only service conditions on a straight-line basis over the requisite service period. Cash received from option exercises for the nine months ended September 30, 2015 and 2014 was $11.6 million and $11.1 million, respectively. The actual tax benefit realized for the tax deductions from option exercises totaled $4.6 million and $5.8 million for the nine months ended September 30, 2015 and 2014, respectively. |
Software and Other Intangible A
Software and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Software and Other Intangible Assets | 6. Software and Other Intangible Assets At September 30, 2015, software net book value totaling $202.2 million, net of $149.7 million of accumulated amortization, includes the net book value of software marketed for external sale of $74.3 million. The remaining software net book value of $127.9 million is comprised of various software that has been acquired or developed for internal use. At December 31, 2014, software net book value totaled $209.5 million, net of $121.6 million of accumulated amortization. Included in this amount is software marketed for external sale of $85.9 million. The remaining software net book value of $123.6 million is comprised of various software that has been acquired or developed for internal use. Quarterly amortization of software marketed for external sale is computed using the greater of the ratio of current revenues to total estimated revenues expected to be derived from the software or the straight-line method over an estimated useful life of three to ten years. Software for resale amortization expense recorded in the three months ended September 30, 2015 and 2014 totaled $3.4 million and $3.8 million, respectively. These software amortization expense amounts are reflected in cost of software license fees in the condensed consolidated statements of income. Software for resale amortization expense recorded in the nine months ended September 30, 2015 and 2014 totaled $10.9 million for both periods. These software amortization expense amounts are reflected in cost of software license fees in the condensed consolidated statements of income. Quarterly amortization of software for internal use is computed using the straight-line method over an estimated useful life of three to ten years. Software for internal use includes software acquired through acquisitions that is used to provide certain of our hosted offerings. Amortization of software for internal use of $9.4 million and $7.7 million for the three months ended September 30, 2015 and 2014, respectively, is included in depreciation and amortization in the condensed consolidated statements of income. Amortization of software for internal use of $27.0 million and $18.9 million for the nine months ended September 30, 2015 and 2014, respectively, is included in depreciation and amortization in the condensed consolidated statements of income. The carrying amount and accumulated amortization of the Company’s other intangible assets that were subject to amortization at each balance sheet date are as follows: September 30, 2015 December 31, 2014 (in thousands) Gross Accumulated Net Balance Gross Accumulated Net Balance Customer relationships $ 315,577 $ (81,736 ) $ 233,841 $ 322,216 $ (68,616 ) $ 253,600 Trademarks and tradenames 15,631 (9,945 ) 5,686 15,767 (7,946 ) 7,821 Purchased Contracts 10,727 (10,727 ) — 10,768 (10,768 ) — Covenant not to compete 417 (417 ) — 433 (418 ) 15 $ 342,352 $ (102,825 ) $ 239,527 $ 349,184 $ (87,748 ) $ 261,436 Other intangible assets amortization expense for the three months ended September 30, 2015 and 2014 totaled $5.6 million and $6.1 million, respectively. Other intangible assets amortization expense for the nine months ended September 30, 2015 and 2014 totaled $17.1 million and $18.4 million, respectively. Based on capitalized software and other intangible assets at September 30, 2015, estimated amortization expense for future fiscal years is as follows: Fiscal Year Ending December 31, Software Other (in thousands) Remainder of 2015 $ 13,979 $ 5,567 2016 47,753 21,356 2017 39,778 19,854 2018 27,939 19,346 2019 22,676 18,749 2020 21,421 17,903 Thereafter 28,696 136,752 Total $ 202,242 $ 239,527 |
Corporate Restructuring and Oth
Corporate Restructuring and Other Organizational Changes | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Corporate Restructuring and Other Organizational Changes | 7. Corporate Restructuring and Other Organizational Changes 2015 Activities During the nine months ended September 30, 2015, the Company reduced its headcount as a part of its integration of recent acquisitions. In connection with these actions, approximately $1.3 million of termination costs were recognized in general and administrative expense in the accompanying condensed consolidated statements of income during the nine months ended September 30, 2015. The charges by segment were as follows for the nine months ended September 30, 2015: $0.7 million in the Americas segment and $0.6 million in the EMEA segment. There were no restructuring termination costs recognized during the three months ended September 30, 2015. The Company paid approximately $2.7 million in restructuring severance costs during the first nine months of 2015 relating to expenses incurred in 2015 and prior. The unpaid severance liability as of September 30, 2015 totaled $1.0 million, including balances from severance events during the 12-months ended December 31, 2014. The Company expects $0.8 million of this balance to be paid over the next 12 months. 2014 Activities During the nine months ended September 30, 2014, the Company reduced its headcount as a part of its integration of recent acquisitions. In connection with these actions, approximately $3.2 million and $6.0 million of termination costs were recognized in general and administrative expense in the accompanying condensed consolidated statements of income during the three and nine months ended September 30, 2014, respectively. The charges by segment were as follows for the three months ended September 30, 2014: $1.7 million in the Americas segment, $0.5 million in the Asia/Pacific segment, and $1.0 million in the EMEA segment. The charges by segment were as follows for the nine months ended September 30, 2014: $3.8 million in the Americas segment, $1.0 million in the Asia/Pacific segment, and $1.2 million in the EMEA segment. Approximately $6.3 million of termination costs were paid during the nine months ended September 30, 2014. The components of corporate restructuring and other reorganization activities from the recent acquisitions are included in the following table: (in thousands) Severance Facility Total Balance, December 31, 2014 $ 2,341 $ 452 $ 2,793 Restructuring charges incurred 1,338 — 1,338 Amounts paid during the period (2,651 ) (138 ) (2,789 ) Foreign currency translation (28 ) — (28 ) Balance, September 30, 2015 $ 1,000 $ 314 $ 1,314 Of the $1.0 million for unpaid severance, $0.8 million is included in employee compensation and the remaining $0.2 million is included in other noncurrent liabilities in the accompanying condensed consolidated balance sheet at September 30, 2015. The $0.3 million for unpaid facilities closures is included in other current liabilities in the accompanying condensed consolidated balance sheets at September 30, 2015. |
Common Stock and Treasury Stock
Common Stock and Treasury Stock | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Common Stock and Treasury Stock | 8. Common Stock and Treasury Stock As of December 31, 2011, the Company’s Board of Directors had approved a stock repurchase program authorizing the Company, from time to time as market and business conditions warrant, to acquire up to $210 million of its common stock. In February 2012, the Company’s Board of Directors approved an increase of $52.1 million to their current stock repurchase authorization, bringing the total authorization to $262.1 million. On September 13, 2012, the Company’s Board of Directors approved the repurchase of up to 7,500,000 shares of the Company’s common stock, or up to $113.0 million in place of the remaining repurchase amounts previously authorized. In July 2013, the Company’s Board of Directors approved an additional $100 million for the stock repurchase program. In February 2014, the Company’s Board of Directors again approved an additional $100 million for the stock repurchase program. The Company did not repurchase any shares under the program during the nine months ended September 30, 2015. Under the program to date, the Company has repurchased 37,108,467 shares for approximately $395.8 million. The maximum remaining authorized for purchase under the stock repurchase program was approximately $138.3 million as of September 30, 2015. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9. Earnings Per Share Basic earnings per share is computed on the basis of weighted average outstanding common shares. Diluted earnings per share is computed on the basis of basic weighted average outstanding common shares adjusted for the dilutive effect of stock options and other outstanding dilutive securities. The following table reconciles the average share amounts used to compute both basic and diluted earnings per share (in thousands): Three Months Ended Nine Months Ended 2015 2014 2015 2014 Weighted average shares outstanding: Basic weighted average shares outstanding 117,922 114,484 117,035 114,603 Add: Dilutive effect of stock options 1,382 1,944 1,463 2,079 Diluted weighted average shares outstanding 119,304 116,428 118,498 116,682 The diluted earnings per share computation excludes 3.6 million and 4.0 million options to purchase shares and contingently issuable shares during the three and nine months ended September 30, 2015, respectively, as their effect would be anti-dilutive. The diluted earnings per share computation excludes 3.1 million and 3.2 million options to purchase shares, restricted share awards, and contingently issuable shares during the three and nine months ended September 30, 2014, as their effect would be anti-dilutive. Common stock outstanding as of September 30, 2015 and December 31, 2014 was 118,258,853 and 115,637,804, respectively. |
Other, net
Other, net | 9 Months Ended |
Sep. 30, 2015 | |
Other Income and Expenses [Abstract] | |
Other, net | 10. Other, net Other, net is comprised of the following items: Three Months Ended Nine Months Ended (in thousands) 2015 2014 2015 2014 Foreign currency transaction gains (losses) $ 4,314 $ 3,550 $ 3,230 $ (1,219 ) Realized gain on sale of available-for-sale securities — — 24,465 — Other — 64 — (125 ) Total $ 4,314 $ 3,614 $ 27,695 $ (1,344 ) The realized gain on sale of available-for-sale securities represents the gain on the sale of Yodlee common stock as discussed in Note 4, Fair Value of Financial Instruments. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | 11. Segment Information The Company’s chief operating decision maker, together with other senior management personnel, currently focus their review of consolidated financial information and the allocation of resources based on reporting of operating results, including revenues and operating income, for the geographic regions of the Americas, EMEA and Asia/Pacific and the Corporate line item. The Company’s products are sold and supported through distribution networks covering these three geographic regions, with each distribution network having its own sales force. The Company supplements its distribution networks with independent reseller and/or distributor arrangements. All administrative costs that are not directly attributable or reasonably allocable to a geographic segment are tracked in the Corporate line item. As such, the Company has concluded that its three geographic regions are its reportable segments. The Company allocates segment support expenses such as global product development, business operations, and product management based upon percentage of revenue per segment. Depreciation and amortization costs are allocated as a percentage of the headcount by segment. The Corporate line item consists of the corporate overhead costs that are not allocated to reportable segments. Corporate overhead costs relate to human resources, finance, legal, accounting, merger and acquisition activity and amortization of acquisition-related intangibles and other costs that are not considered when management evaluates segment performance. For the nine months ended September 30, 2015, the Corporate line item also includes the gain on the sale of the Company’s holdings in Yodlee. The following is selected segment financial data for the periods indicated: Three Months Ended Nine Months Ended (in thousands) 2015 2014 2015 2014 Revenues: Americas – United States $ 135,504 $ 156,650 $ 442,042 $ 447,737 Americas – Other 22,787 16,268 57,730 57,695 EMEA 60,558 56,793 178,446 161,604 Asia/Pacific 19,852 19,933 59,122 58,889 $ 238,701 $ 249,644 $ 737,340 $ 725,925 Income before income taxes: Americas $ 18,899 $ 37,746 $ 56,577 $ 80,779 EMEA 34,893 30,186 89,088 72,526 Asia/Pacific 10,041 9,048 28,613 25,130 Corporate (45,267 ) (51,815 ) (123,528 ) (149,366 ) $ 18,566 $ 25,165 $ 50,750 $ 29,069 (in thousands) September 30, December 31, Total assets: Americas – United States $ 1,138,127 $ 1,210,674 Americas – Other 28,885 32,594 EMEA 465,036 487,629 Asia/Pacific 112,616 119,803 $ 1,744,664 $ 1,850,700 No single customer accounted for more than 10% of the Company’s consolidated revenues during the three and nine months ended September 30, 2015 and 2014. No country outside the United States accounted for more than 10% of the Company’s consolidated revenues during the three and nine months ended September 30, 2015 and 2014. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The effective tax rate for the three months ended September 30, 2015 and September 30, 2014 was 20.4% and 37.5%, respectively. The earnings of the Company’s foreign entities for the three months ended September 30, 2015 and September 30, 2014 were $15.9 million and $7.3 million, respectively. The tax rates in the foreign jurisdictions in which the Company operates are less than the domestic tax rate. The effective tax rate for the three months ended September 30, 2015 was positively impacted by profits in certain foreign jurisdictions taxed at lower rates and negatively impacted by domestic profits taxed at higher rates and by losses in other foreign jurisdictions taxed at lower rates. The effective tax rate for the three months ended September 30, 2014 was positively impacted by profits in certain foreign jurisdictions taxed at lower rates. The effective tax rate for the three months ended September 30, 2014 was negatively impacted by domestic profits taxed at higher rates and by losses in other foreign jurisdictions taxed at lower rates. The effective tax rate for the nine months ended September 30, 2015 and September 30, 2014 was 17.9% and 27.1%, respectively. The earnings of the Company’s foreign entities for the nine months ended September 30, 2015 and September 30, 2014 were $35.9 million and $31.6 million, respectively. The tax rates in the foreign jurisdictions in which the Company operates are less than the domestic tax rate. The effective tax rate for the nine months ended September 30, 2015 was positively impacted by the gain on the sale of the Company’s investment in Yodlee as well as by profits in certain foreign jurisdictions taxed at lower rates and domestic losses taxed at higher rates. The effective tax rate for the nine months ended September 30, 2014 was positively impacted by profits in certain foreign jurisdictions taxed at lower rates and domestic losses taxed at higher rates, partially offset by losses in other foreign jurisdictions taxed at lower rates. The Company’s effective tax rate could fluctuate significantly on a quarterly basis and could be negatively affected to the extent earnings are lower in the countries in which it operates that have a lower statutory rate or higher in the countries in which it operates that have a higher statutory rate or to the extent it has losses sustained in countries where the future utilization of losses are uncertain. The Company’s effective tax rate could also fluctuate due to changes in the valuation of its deferred tax assets or liabilities, or by changes in tax laws, regulations, accounting principles, or interpretations thereof. In addition, the Company is occasionally subject to examination of its income tax returns by tax authorities in the jurisdictions it operates. The Company regularly assesses the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of its provision for income taxes. The amount of unrecognized tax benefits for uncertain tax positions was $22.1 million as of September 30, 2015 and $14.8 million as of December 31, 2014, excluding related liabilities for interest and penalties of $2.3 million and $2.4 million as of September 30, 2015 and December 31, 2014, respectively. The Company believes it is reasonably possible that the total amount of unrecognized tax benefits will decrease within the next 12 months by approximately $3.3 million, due to the settlement of various audits and the expiration of statutes of limitation. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies The Company records its legal expenses and other litigation and related administrative costs as general and administrative expenses in the accompanying condensed consolidated statements of income as those expenses are incurred. The Company will record any loss related to litigation at such time as an unfavorable outcome becomes probable and the amount can be reasonably estimated on an individual case-by-case basis. When the reasonable estimate is a range, the recorded loss will be the best estimate within the range. If no amount in the range is a better estimate than any other amount, the minimum amount of the range will be recorded. Legal Proceedings On September 23, 2015, a jury verdict was returned against ACI Worldwide Corp. (“ACI Corp.”), a subsidiary of the Company, for $43.8 million in connection with counterclaims brought by BHM, Inc. (“BHMI”) in the District Court of Douglas County, Nebraska. On September 21, 2012, ACI Corp. had sued BHMI for misappropriation of ACI Corp.’s trade secrets. The jury found that ACI Corp. had not met its burden of proof regarding these claims. On March 6, 2013, BHMI asserted counterclaims for breach of a non-disclosure agreement, tortious interference and violation of the Nebraska anti-monopoly statute, all of which were alleged to arise out of ACI Corp.’s filing of its lawsuit. On September 23, 2015, the jury found for BHMI on its counterclaims and awarded $43.8 million in damages. The court has not entered the verdict or ruled on ACI Corp.’s or BHMI’s post-verdict motions, including BHMI’s application to be awarded attorneys’ fees and costs, as of the date of this quarterly report. The Company disagrees with the verdict and ACI Corp. intends to appeal the dismissal of its claims against BHMI and the verdict in favor of BHMI on its counterclaims if entered by the court. While there necessarily can be no assurance of the result of the litigation, the Company has determined that it does not have a probable loss with respect to this litigation and that the amount of loss, if any, cannot be reasonably estimated. Accordingly, the Company has not accrued for this litigation. Indemnities Under certain customer contracts, the Company indemnifies customers for certain matters including third party claims of intellectual property infringement relating to the use of our products. Our maximum potential exposure under indemnification arrangements can range from a specified dollar amount to an unlimited amount, depending on the nature of the transactions and the agreements. The Company has recorded an accrual for estimated losses for demands for indemnification that have been tendered by certain customers. The Company does not have any reason to believe that we will be required to make any material payments under these indemnity provisions in excess of the balance accrued at September 30, 2015. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 14. Accumulated Other Comprehensive Loss Activity within accumulated other comprehensive loss for the nine months ended September 30, 2015 were as follows: Unrealized gain on Foreign Accumulated Balance at December 31, 2014 $ 22,977 $ (42,860 ) $ (19,883 ) Other comprehensive loss (22,977 ) (25,360 ) (48,337 ) Balance at September 30, 2015 $ — $ (68,220 ) $ (68,220 ) |
Condensed Consolidated Financ21
Condensed Consolidated Financial Statements (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Receivables, net | Receivables, net Receivables represent amounts billed and amounts earned that are to be billed in the near future. Included in accrued receivables are services and software hosting revenues earned in the current period but billed in the following period as well as license revenues that are determined to be fixed and determinable but that will be billed in future periods. (in thousands) September 30, December 31, Billed Receivables $ 144,363 $ 200,392 Allowance for doubtful accounts (5,479 ) (4,806 ) Billed, net 138,884 195,586 Accrued Receivables 40,052 31,520 Receivables, net $ 178,936 $ 227,106 |
Other Current Assets and Other Current Liabilities | Other Current Assets and Other Current Liabilities (in thousands) September 30, 2015 December 31, Settlement deposits $ 4,686 $ 13,252 Settlement receivables 5,847 11,032 Current debt issuance costs 5,651 6,244 Other 8,680 9,889 Total other current assets $ 24,864 $ 40,417 (in thousands) September 30, 2015 December 31, Settlement payables $ 9,203 $ 21,715 Accrued interest 2,426 7,256 Vendor financed licenses 14,068 7,340 Royalties payable 3,452 4,070 Other 32,658 27,124 Total other current liabilities $ 61,807 $ 67,505 Individuals and businesses settle their obligations to the Company’s various clients, primarily utility and other public sector clients, using credit or debit cards or via ACH payments. The Company creates a receivable for the amount due from the credit or debit card company and an offsetting payable to the client. Once confirmation is received that the funds have been received, the Company settles the obligation to the client. Due to timing, in some instances, the Company may receive the funds into bank accounts controlled by and in the Company’s name that are not disbursed to its clients by the end of the day resulting in a settlement deposit on the Company’s books. |
Off Balance Sheet Accounts | Off Balance Sheet Accounts The Company also enters into agreements with certain clients to process payment funds on their behalf. When an automated clearing house or automated teller machine network payment transaction is processed, a transaction is initiated to withdraw funds from the designated source account and deposit them into a settlement account, which is a trust account maintained for the benefit of the Company’s clients. A simultaneous transaction is initiated to transfer funds from the settlement account to the intended destination account. These “back to back” transactions are designed to settle at the same time, usually overnight, such that the funds are received from the source at the same time as the funds are sent to their destination. However, due to the transactions being with various financial institutions there may be timing differences that result in float balances. These funds are maintained in accounts for the benefit of the client which are separate from the Company’s corporate assets. As the Company does not take ownership of the funds, those settlement accounts are not included in the Company’s balance sheet. The Company is entitled to interest earned on the fund balances. The collection of interest on these settlement accounts is considered in the Company’s determination of its fee structure for clients and represents a portion of the payment for services performed by the Company. The amount of off balance sheet settlement funds as of September 30, 2015 and December 31, 2014 were $216.2 million and $224.9 million, respectively. |
Goodwill | Goodwill Changes in the carrying amount of goodwill attributable to each reporting unit with goodwill balances during the nine months ended September 30, 2015 were as follows: (in thousands) Americas EMEA Asia/ Pacific Total Gross Balance prior to December 31, 2014 $ 523,914 $ 240,303 $ 64,378 $ 828,595 Total impairment prior to December 31, 2014 (47,432 ) — — (47,432 ) Balance, December 31, 2014 476,482 240,303 64,378 781,163 Goodwill from acquisitions (1) 2,462 (191 ) — 2,271 Foreign currency translation adjustments (1,658 ) (2,292 ) (6,224 ) (10,174 ) Balance, September 30, 2015 $ 477,286 $ 237,820 $ 58,154 $ 773,260 (1) Goodwill from acquisitions relates to adjustments in the goodwill recorded for the acquisition of Retail Decisions Europe Limited and Retail Decisions, Inc. (collectively “ReD”) as discussed in Note 2. In accordance with ASC 350, Intangibles – Goodwill and Other, The calculated fair value was substantially in excess of the current carrying value for all reporting units based upon our October 1, 2014 annual impairment test and there have been no indications of impairment in the subsequent periods. |
Revenue | Revenue Vendor Specific Objective Evidence (“VSOE”) ASC 985-605, Revenue Recognition: Software Certain of the Company’s software license arrangements include PCS terms that fail to achieve VSOE of fair value due to non-substantive renewal periods, or contain a range of possible non-substantive PCS renewal amounts. For these arrangements, VSOE of fair value of PCS does not exist and revenues for the software license, PCS and services, if applicable, are considered to be one accounting unit and are therefore recognized ratably over the longer of the contractual service term or PCS term once the delivery of both services has commenced. The Company typically classifies revenues associated with these arrangements in accordance with the contractually specified amounts, which approximate fair value assigned to the various elements, including software license, maintenance and services, if applicable. This allocation methodology has been applied to the following amounts included in revenues in the condensed consolidated statements of income from arrangements for which VSOE of fair value does not exist for each undelivered element: (in thousands) Three Months Ended Nine Months Ended 2015 2014 2015 2014 License $ 1,885 $ 5,466 $ 5,810 $ 18,106 Maintenance 923 1,862 2,738 6,275 Services 55 34 289 47 Total $ 2,863 $ 7,362 $ 8,837 $ 24,428 |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In April 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-03, Simplifying the Presentation of Debt Issuance Costs, In April 2015, the FASB issued ASU 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASC 606”) Revenue Recognition |
Fair Value of Financial Instruments | ASC 820, Fair Value Measurements and Disclosures • Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 Inputs – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means. • Level 3 Inputs – Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities. |
Earnings per share | Basic earnings per share is computed on the basis of weighted average outstanding common shares. Diluted earnings per share is computed on the basis of basic weighted average outstanding common shares adjusted for the dilutive effect of stock options and other outstanding dilutive securities. |
Segment Information | The Company’s chief operating decision maker, together with other senior management personnel, currently focus their review of consolidated financial information and the allocation of resources based on reporting of operating results, including revenues and operating income, for the geographic regions of the Americas, EMEA and Asia/Pacific and the Corporate line item. The Company’s products are sold and supported through distribution networks covering these three geographic regions, with each distribution network having its own sales force. The Company supplements its distribution networks with independent reseller and/or distributor arrangements. All administrative costs that are not directly attributable or reasonably allocable to a geographic segment are tracked in the Corporate line item. As such, the Company has concluded that its three geographic regions are its reportable segments. The Company allocates segment support expenses such as global product development, business operations, and product management based upon percentage of revenue per segment. Depreciation and amortization costs are allocated as a percentage of the headcount by segment. The Corporate line item consists of the corporate overhead costs that are not allocated to reportable segments. Corporate overhead costs relate to human resources, finance, legal, accounting, merger and acquisition activity and amortization of acquisition-related intangibles and other costs that are not considered when management evaluates segment performance. |
Condensed Consolidated Financ22
Condensed Consolidated Financial Statements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Receivables and Concentration of Credit Risk | Receivables represent amounts billed and amounts earned that are to be billed in the near future. Included in accrued receivables are services and software hosting revenues earned in the current period but billed in the following period as well as license revenues that are determined to be fixed and determinable but that will be billed in future periods. (in thousands) September 30, December 31, Billed Receivables $ 144,363 $ 200,392 Allowance for doubtful accounts (5,479 ) (4,806 ) Billed, net 138,884 195,586 Accrued Receivables 40,052 31,520 Receivables, net $ 178,936 $ 227,106 |
Components of Other Current Assets and Other Current Liabilities | Other Current Assets and Other Current Liabilities (in thousands) September 30, 2015 December 31, Settlement deposits $ 4,686 $ 13,252 Settlement receivables 5,847 11,032 Current debt issuance costs 5,651 6,244 Other 8,680 9,889 Total other current assets $ 24,864 $ 40,417 (in thousands) September 30, 2015 December 31, Settlement payables $ 9,203 $ 21,715 Accrued interest 2,426 7,256 Vendor financed licenses 14,068 7,340 Royalties payable 3,452 4,070 Other 32,658 27,124 Total other current liabilities $ 61,807 $ 67,505 |
Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill attributable to each reporting unit with goodwill balances during the nine months ended September 30, 2015 were as follows: (in thousands) Americas EMEA Asia/ Pacific Total Gross Balance prior to December 31, 2014 $ 523,914 $ 240,303 $ 64,378 $ 828,595 Total impairment prior to December 31, 2014 (47,432 ) — — (47,432 ) Balance, December 31, 2014 476,482 240,303 64,378 781,163 Goodwill from acquisitions (1) 2,462 (191 ) — 2,271 Foreign currency translation adjustments (1,658 ) (2,292 ) (6,224 ) (10,174 ) Balance, September 30, 2015 $ 477,286 $ 237,820 $ 58,154 $ 773,260 (1) Goodwill from acquisitions relates to adjustments in the goodwill recorded for the acquisition of Retail Decisions Europe Limited and Retail Decisions, Inc. (collectively “ReD”) as discussed in Note 2. |
Revenues in Condensed Consolidated Statements of Operations from Arrangements for which Vendor-Specific Objective Evidence of Fair Value Does Not Exist for Each Undelivered Element | This allocation methodology has been applied to the following amounts included in revenues in the condensed consolidated statements of income from arrangements for which VSOE of fair value does not exist for each undelivered element: (in thousands) Three Months Ended Nine Months Ended 2015 2014 2015 2014 License $ 1,885 $ 5,466 $ 5,810 $ 18,106 Maintenance 923 1,862 2,738 6,275 Services 55 34 289 47 Total $ 2,863 $ 7,362 $ 8,837 $ 24,428 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Preliminary Purchase Price Allocation | In connection with the acquisition, the Company recorded the following amounts based upon its purchase price allocation as of September 30, 2015. (in thousands, except weighted average useful lives) Weighted-Average Retail Decisions Current assets: Cash and cash equivalents $ 795 Billed and accrued receivables, net 10,106 Deferred income taxes, net 514 Other current assets 10,282 Total current assets acquired 21,697 Noncurrent assets: Property and equipment 3,354 Goodwill 137,915 Software 5-7 years 33,136 Customer relationships 18 years 50,480 Trademarks 5 years 3,980 Deferred income taxes 51 Other noncurrent assets 416 Total assets acquired 251,029 Current liabilities: Accounts payable 4,624 Employee compensation 6,046 Other current liabilities 11,683 Total current liabilities acquired 22,353 Noncurrent liabilities: Deferred income taxes 23,427 Other noncurrent liabilities 164 Total liabilities acquired 45,944 Net assets acquired $ 205,085 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Maturities on Long-Term Debt Outstanding | Maturities on long-term debt outstanding at September 30, 2015 are as follows: Fiscal year ending December 31, (in thousands) 2015 $ 23,823 2016 95,293 2017 95,293 2018 269,997 2019 — Thereafter 300,000 Total $ 784,406 |
Carrying Value of Debt | (in thousands) As of September 30, 2015 As of December 31, Term credit facility $ 484,406 $ 547,935 Revolving credit facility — 44,000 6.375% Senior Notes, due August 2020 300,000 300,000 Total debt 784,406 891,935 Less current portion of term credit facility 95,293 87,352 Total long-term debt $ 689,113 $ 804,583 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Summary of Stock Options Issued Pursuant to Stock Incentive Plans | A summary of stock options issued pursuant to the Company’s stock incentive plans is as follows: Number of Weighted- Weighted- Aggregate Outstanding as of December 31, 2014 5,282,693 $ 12.06 Granted 2,055,514 19.12 Exercised (1,108,965 ) 10.42 Forfeited (365,286 ) 19.08 Expired (593 ) 20.51 Outstanding as of September 30, 2015 5,863,363 $ 14.41 6.53 $ 39,394,952 Exercisable as of September 30, 2015 3,285,184 $ 10.85 4.68 $ 33,735,724 |
Summary of Nonvested Restricted Share Awards and Changes During Period | A summary of nonvested restricted share awards (“RSAs”) as of September 30, 2015 and changes during the period are as follows: Nonvested Restricted Share Awards Number of Weighted-Average Grant Nonvested as of December 31, 2014 183,209 $ 17.11 Granted 118,978 23.80 Vested (158,217 ) 17.20 Nonvested as of September 30, 2015 143,970 $ 22.54 |
Online Resources Corporation [Member] | |
Summary of Stock Options Issued Pursuant to Stock Incentive Plans | A summary of transaction stock options issued pursuant to the Company’s stock incentive plans is as follows: Number of Weighted- Weighted- Aggregate Outstanding as of December 31, 2014 46,512 $ 36.73 Exercised (240 ) 13.92 Expired (8,187 ) 45.07 Outstanding as of September 30, 2015 38,085 $ 35.09 1.18 $ 48,319 Exercisable as of September 30, 2015 38,085 $ 35.09 1.18 $ 48,319 |
Black-Scholes Option-Pricing Model [Member] | |
Estimated Fair Value of Options Granted Pricing Model with Weighted-Average Assumptions | The fair value of options granted during the nine months ended September 30, 2015 and 2014 was estimated on the date of grant using the Black-Scholes option-pricing , Nine Months Ended Nine Months Ended Expected life (years) 5.93 5.93 Interest rate 1.4 % 1.8 % Volatility 32.1 % 45.2 % Dividend yield — — |
Monte Carlo Simulation [Member] | |
Estimated Fair Value of Options Granted Pricing Model with Weighted-Average Assumptions | With respect to options granted that vest based on the achievement of certain market conditions, the grant date fair value of such options was estimated using the following weighted-average assumptions: Nine Months Ended Expected life (years) 7.50 Interest rate 1.7 % Volatility 41.9 % Dividend yield — |
LTIP Performance Shares [Member] | |
Summary of Nonvested Performance-Based Share Awards and Changes During Period | A summary of nonvested long-term incentive program performance share awards (“LTIP performance shares”) outstanding as of September 30, 2015 and changes during the period are as follows: Nonvested LTIP Performance Shares Number of Weighted- Nonvested as of December 31, 2014 1,145,916 $ 14.84 Granted 1,025,863 19.12 Forfeited (195,919 ) 19.41 Vested (548,671 ) 9.75 Change in expected attainment for 2011 and 2013 grants (528,303 ) 19.44 Nonvested as of September 30, 2015 898,886 $ 19.13 |
S1 Corporation 2003 Stock Incentive Plan [Member] | |
Summary of Nonvested Restricted Share Awards and Changes During Period | A summary of nonvested Transaction RSAs issued under the S1 Corporation 2003 Stock Incentive Plan as of September 30, 2015 and changes during the period are as follows: Nonvested Transaction Restricted Share Awards Number of Weighted-Average Grant Nonvested as of December 31, 2014 17,565 $ 11.80 Forfeited (4,364 ) 11.80 Nonvested as of September 30, 2015 13,201 $ 11.80 |
Performance-Based Restricted Share Awards [Member] | |
Summary of Nonvested Performance-Based Share Awards and Changes During Period | A summary of nonvested PBRSAs as of September 30, 2015 and changes during the period are as follows: Nonvested Performance-Based Restricted Share Awards Number of Performance-Based Weighted-Average Grant Nonvested as of December 31, 2014 — $ — Granted 978,365 23.45 Forfeited (32,520 ) 24.41 Nonvested as of September 30, 2015 945,845 $ 23.42 |
Software and Other Intangible26
Software and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Carrying Amount and Accumulated Amortization of Other Intangible Assets | The carrying amount and accumulated amortization of the Company’s other intangible assets that were subject to amortization at each balance sheet date are as follows: September 30, 2015 December 31, 2014 (in thousands) Gross Accumulated Net Balance Gross Accumulated Net Balance Customer relationships $ 315,577 $ (81,736 ) $ 233,841 $ 322,216 $ (68,616 ) $ 253,600 Trademarks and tradenames 15,631 (9,945 ) 5,686 15,767 (7,946 ) 7,821 Purchased Contracts 10,727 (10,727 ) — 10,768 (10,768 ) — Covenant not to compete 417 (417 ) — 433 (418 ) 15 $ 342,352 $ (102,825 ) $ 239,527 $ 349,184 $ (87,748 ) $ 261,436 |
Estimated Amortization Expense for Future Fiscal Years Based on Capitalized Software and Other Intangible Assets | Based on capitalized software and other intangible assets at September 30, 2015, estimated amortization expense for future fiscal years is as follows: Fiscal Year Ending December 31, Software Other (in thousands) Remainder of 2015 $ 13,979 $ 5,567 2016 47,753 21,356 2017 39,778 19,854 2018 27,939 19,346 2019 22,676 18,749 2020 21,421 17,903 Thereafter 28,696 136,752 Total $ 202,242 $ 239,527 |
Corporate Restructuring and O27
Corporate Restructuring and Other Organizational Changes (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Components of Corporate Restructuring and Other Reorganization Activities from Recent Acquisitions | The components of corporate restructuring and other reorganization activities from the recent acquisitions are included in the following table: (in thousands) Severance Facility Total Balance, December 31, 2014 $ 2,341 $ 452 $ 2,793 Restructuring charges incurred 1,338 — 1,338 Amounts paid during the period (2,651 ) (138 ) (2,789 ) Foreign currency translation (28 ) — (28 ) Balance, September 30, 2015 $ 1,000 $ 314 $ 1,314 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Reconciliation of Average Share Amounts used to Compute Both Basic and Diluted Earnings Per Share | The following table reconciles the average share amounts used to compute both basic and diluted earnings per share (in thousands): Three Months Ended Nine Months Ended 2015 2014 2015 2014 Weighted average shares outstanding: Basic weighted average shares outstanding 117,922 114,484 117,035 114,603 Add: Dilutive effect of stock options 1,382 1,944 1,463 2,079 Diluted weighted average shares outstanding 119,304 116,428 118,498 116,682 |
Other, net (Tables)
Other, net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, net is comprised of the following items: Three Months Ended Nine Months Ended (in thousands) 2015 2014 2015 2014 Foreign currency transaction gains (losses) $ 4,314 $ 3,550 $ 3,230 $ (1,219 ) Realized gain on sale of available-for-sale securities — — 24,465 — Other — 64 — (125 ) Total $ 4,314 $ 3,614 $ 27,695 $ (1,344 ) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Selected Segment Financial Data, Revenues and Income Before Income Taxes | The following is selected segment financial data for the periods indicated: Three Months Ended Nine Months Ended (in thousands) 2015 2014 2015 2014 Revenues: Americas – United States $ 135,504 $ 156,650 $ 442,042 $ 447,737 Americas – Other 22,787 16,268 57,730 57,695 EMEA 60,558 56,793 178,446 161,604 Asia/Pacific 19,852 19,933 59,122 58,889 $ 238,701 $ 249,644 $ 737,340 $ 725,925 Income before income taxes: Americas $ 18,899 $ 37,746 $ 56,577 $ 80,779 EMEA 34,893 30,186 89,088 72,526 Asia/Pacific 10,041 9,048 28,613 25,130 Corporate (45,267 ) (51,815 ) (123,528 ) (149,366 ) $ 18,566 $ 25,165 $ 50,750 $ 29,069 |
Selected Segment Financial Data, Assets | (in thousands) September 30, December 31, Total assets: Americas – United States $ 1,138,127 $ 1,210,674 Americas – Other 28,885 32,594 EMEA 465,036 487,629 Asia/Pacific 112,616 119,803 $ 1,744,664 $ 1,850,700 |
Accumulated Other Comprehensi31
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Activity within Accumulated Other Comprehensive Loss | Activity within accumulated other comprehensive loss for the nine months ended September 30, 2015 were as follows: Unrealized gain on Foreign Accumulated Balance at December 31, 2014 $ 22,977 $ (42,860 ) $ (19,883 ) Other comprehensive loss (22,977 ) (25,360 ) (48,337 ) Balance at September 30, 2015 $ — $ (68,220 ) $ (68,220 ) |
Condensed Consolidated Financ32
Condensed Consolidated Financial Statements - Receivables and Concentration of Credit Risk (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Billed Receivables | $ 144,363 | $ 200,392 |
Allowance for doubtful accounts | (5,479) | (4,806) |
Billed, net | 138,884 | 195,586 |
Accrued Receivables | 40,052 | 31,520 |
Receivables, net | $ 178,936 | $ 227,106 |
Condensed Consolidated Financ33
Condensed Consolidated Financial Statements - Components of Other Current Assets and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Nature Of Business And Summary Of Significant Accounting Policies [Line Items] | ||
Current debt issuance costs | $ 5,651 | $ 6,244 |
Other | 8,680 | 9,889 |
Total other current assets | 24,864 | 40,417 |
Settlement payables | 9,203 | 21,715 |
Accrued interest | 2,426 | 7,256 |
Vendor financed licenses | 14,068 | 7,340 |
Royalties payable | 3,452 | 4,070 |
Other | 32,658 | 27,124 |
Total other current liabilities | 61,807 | 67,505 |
Settlement deposits [Member] | ||
Nature Of Business And Summary Of Significant Accounting Policies [Line Items] | ||
Other assets settlement | 4,686 | 13,252 |
Settlement receivables [Member] | ||
Nature Of Business And Summary Of Significant Accounting Policies [Line Items] | ||
Other assets settlement | $ 5,847 | $ 11,032 |
Condensed Consolidated Financ34
Condensed Consolidated Financial Statements - Additional Information (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Amount of off balance sheet settlement funds | $ 216.2 | $ 224.9 |
Condensed Consolidated Financ35
Condensed Consolidated Financial Statements - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | ||
Goodwill [Line Items] | |||
Gross Balance prior to the end of year | $ 828,595 | ||
Total impairment, beginning of period | (47,432) | ||
Beginning Balance | $ 781,163 | ||
Goodwill from acquisitions | [1] | 2,271 | |
Foreign currency translation adjustments | (10,174) | ||
Ending Balance | 773,260 | ||
Americas [Member] | |||
Goodwill [Line Items] | |||
Gross Balance prior to the end of year | 523,914 | ||
Total impairment, beginning of period | (47,432) | ||
Beginning Balance | 476,482 | ||
Goodwill from acquisitions | [1] | 2,462 | |
Foreign currency translation adjustments | (1,658) | ||
Ending Balance | 477,286 | ||
EMEA [Member] | |||
Goodwill [Line Items] | |||
Gross Balance prior to the end of year | 240,303 | ||
Beginning Balance | 240,303 | ||
Goodwill from acquisitions | [1] | (191) | |
Foreign currency translation adjustments | (2,292) | ||
Ending Balance | 237,820 | ||
Asia/Pacific [Member] | |||
Goodwill [Line Items] | |||
Gross Balance prior to the end of year | $ 64,378 | ||
Beginning Balance | 64,378 | ||
Foreign currency translation adjustments | (6,224) | ||
Ending Balance | $ 58,154 | ||
[1] | Goodwill from acquisitions relates to adjustments in the goodwill recorded for the acquisition of Retail Decisions Europe Limited and Retail Decisions, Inc. (collectively "ReD") as discussed in Note 2. |
Condensed Consolidated Financ36
Condensed Consolidated Financial Statements - Revenues in Condensed Consolidated Statements of Operations from Arrangements for which Vendor-Specific Objective Evidence of Fair Value Does Not Exist for Each Undelivered Element (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue Recognition, Milestone Method [Line Items] | ||||
License | $ 50,237 | $ 57,653 | $ 156,975 | $ 154,732 |
Maintenance | 59,262 | 63,764 | 178,895 | 188,572 |
Services | 25,842 | 28,194 | 72,449 | 75,773 |
Total revenues | 238,701 | 249,644 | 737,340 | 725,925 |
Vendor Specific Objective Evidence of Fair Value [Member] | ||||
Revenue Recognition, Milestone Method [Line Items] | ||||
License | 1,885 | 5,466 | 5,810 | 18,106 |
Maintenance | 923 | 1,862 | 2,738 | 6,275 |
Services | 55 | 34 | 289 | 47 |
Total revenues | $ 2,863 | $ 7,362 | $ 8,837 | $ 24,428 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands, € in Millions | Nov. 04, 2015USD ($) | Nov. 04, 2015EUR (€) | Aug. 12, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||
Additional borrowing | $ 112,000 | $ 149,500 | ||||||
Business acquisition cash paid | $ 205,100 | |||||||
Acquisition related transaction expenses | $ 2,700 | |||||||
Operating Income (loss) | $ 23,886 | $ 31,869 | 53,975 | 58,901 | ||||
Subsequent Event | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination, cash and stock consideration | $ 200,000 | € 180 | ||||||
Percentage of ownership interest acquired | 100.00% | 100.00% | ||||||
Revolving Credit Facility | ||||||||
Business Acquisition [Line Items] | ||||||||
Additional borrowing | 60,500 | |||||||
Revolving Credit Facility | Subsequent Event | ||||||||
Business Acquisition [Line Items] | ||||||||
Additional borrowing | $ 181,500 | |||||||
Term Credit Facility [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Additional borrowing | $ 150,000 | |||||||
Retail Decisions [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Revenue | 10,200 | 5,800 | 30,300 | 5,800 | ||||
Operating Income (loss) | $ (1,800) | $ 100 | $ (5,600) | $ 100 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocation, in Connection with Acquisitions (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 773,260 | $ 781,163 |
Retail Decisions [Member] | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 795 | |
Billed and accrued receivables, net | 10,106 | |
Deferred income taxes, net | 514 | |
Other current assets | 10,282 | |
Total current assets acquired | 21,697 | |
Property and equipment | 3,354 | |
Goodwill | 137,915 | |
Deferred income taxes | 51 | |
Other noncurrent assets | 416 | |
Total assets acquired | 251,029 | |
Accounts payable | 4,624 | |
Employee compensation | 6,046 | |
Other current liabilities | 11,683 | |
Total current liabilities acquired | 22,353 | |
Deferred income taxes | 23,427 | |
Other noncurrent liabilities | 164 | |
Total liabilities acquired | 45,944 | |
Net assets acquired | 205,085 | |
Software [Member] | Retail Decisions [Member] | ||
Business Acquisition [Line Items] | ||
Amortizable intangible assets | $ 33,136 | |
Software [Member] | Retail Decisions [Member] | Minimum [Member] | ||
Business Acquisition [Line Items] | ||
Acquired intangible assets, weighted-average useful lives | 5 years | |
Software [Member] | Retail Decisions [Member] | Maximum [Member] | ||
Business Acquisition [Line Items] | ||
Acquired intangible assets, weighted-average useful lives | 7 years | |
Customer relationships [Member] | Retail Decisions [Member] | ||
Business Acquisition [Line Items] | ||
Acquired intangible assets, weighted-average useful lives | 18 years | |
Amortizable intangible assets | $ 50,480 | |
Trademarks [Member] | Retail Decisions [Member] | ||
Business Acquisition [Line Items] | ||
Acquired intangible assets, weighted-average useful lives | 5 years | |
Amortizable intangible assets | $ 3,980 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Aug. 20, 2013 | Nov. 10, 2011 | Sep. 30, 2015 |
Debt Instrument [Line Items] | |||
Credit facility, interest rate description | The applicable margin for borrowings under the Revolving Credit Facility is, based on the calculation of the applicable consolidated total leverage ratio, between 0.50% to 1.50% with respect to base rate borrowings and between 1.50% and 2.50% with respect to LIBOR based borrowings. Interest is due and payable monthly. The interest rate in effect at September 30, 2015 for the Credit Facility was 0%. | ||
Credit facility, interest rate margin above federal fund rate | 1.00% | ||
Credit facility, interest rate margin above one-month LIBOR rate | 1.00% | ||
Credit facility, borrowing rate | 0.0245% | ||
Credit Facility maturity date | Aug. 20, 2018 | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, interest rate margin above base rate | 0.50% | ||
Credit facility, interest rate margin above LIBOR rate | 1.50% | ||
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, interest rate margin above base rate | 1.50% | ||
Credit facility, interest rate margin above LIBOR rate | 2.50% | ||
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior notes amount outstanding | $ 300,000,000 | $ 300,000,000 | |
Issue price percentage of senior notes of the principal amount | 100.00% | ||
Percentage of interest rate on notes | 6.375% | ||
Maturity date of senior notes | Aug. 15, 2020 | ||
License Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Financed internally-used software | $ 16,100,000 | ||
License agreement period | 3 years | ||
Annual payments due date | May of 2017 | ||
Total other liabilities | $ 12,800,000 | ||
Other current liabilities | 5,800,000 | ||
Other noncurrent liabilities | 7,000,000 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Unused borrowings | 250,000,000 | ||
Credit facilities, maximum borrowing capacity | $ 250,000,000 | ||
Credit facilities, maturity | 5 years | ||
Term Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility amount outstanding | $ 484,400,000 | ||
Credit facilities, maximum borrowing capacity | $ 650,000,000 | ||
Credit facilities, maturity | 5 years | ||
Parent Company and Domestic Subsidiaries [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of capital stock pledged as collateral | 100.00% | ||
Foreign Subsidiaries [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of capital stock pledged as collateral | 65.00% |
Debt - Maturities on Long-Term
Debt - Maturities on Long-Term Debt Outstanding (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
2,015 | $ 23,823 | |
2,016 | 95,293 | |
2,017 | 95,293 | |
2,018 | 269,997 | |
2,019 | 0 | |
Thereafter | 300,000 | |
Total | $ 784,406 | $ 891,935 |
Debt - Carrying Value of Debt (
Debt - Carrying Value of Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Total debt | $ 784,406 | $ 891,935 |
Less current portion of term credit facility | 95,293 | 87,352 |
Total long-term debt | 689,113 | 804,583 |
6.375% Senior Notes, due August 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 300,000 | 300,000 |
Term Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 484,406 | 547,935 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt | $ 44,000 |
Debt - Carrying Value of Debt42
Debt - Carrying Value of Debt (Parenthetical) (Detail) - 6.375% Senior Notes, due August 2020 [Member] | 9 Months Ended |
Sep. 30, 2015 | |
Debt Instrument [Line Items] | |
Percentage of interest rate on notes | 6.375% |
Maturity date of senior notes | Aug. 15, 2020 |
Fair Value of Financial Instr43
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-Sale Securities, Fair Value | $ 33,824 | |
Realized gain on sale of available-for-sale securities | $ 24,465 | |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value senior note | 313,500 | 315,000 |
Yodlee, Inc. [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Realized gain on sale of available-for-sale securities | $ 24,500 | |
Yodlee, Inc. [Member] | Equity securities [Member] | Quoted prices in active markets for identical assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-Sale Securities, Fair Value | $ 33,800 |
Stock-Based Compensation Plan44
Stock-Based Compensation Plans - Additional Information (Detail) | Sep. 15, 2015 | Sep. 30, 2015USD ($)Trancheshares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)Tranche$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued under ESPP | shares | 123,866 | 109,825 | |||
Incentive plan, percentage of options expected to vest over the vesting period | 93.10% | 93.10% | |||
Incentive plan, weighted-average grant date fair value of stock options granted | $ / shares | $ 6.49 | $ 9.02 | |||
Incentive plan, total intrinsic value of stock options exercised | $ 12,100,000 | $ 15,300,000 | |||
Dividend yield | 0.00% | ||||
Dividend paid | $ / shares | $ 0 | ||||
Number of tranches | Tranche | 3 | 3 | |||
Stock-based compensation expenses | $ 800,000 | $ 4,600,000 | $ 10,050,000 | 13,742,000 | |
Stock-based compensation expenses tax benefits | 300,000 | $ 1,700,000 | 3,800,000 | 5,200,000 | |
Proceeds from exercises of stock options | 11,554,000 | 11,106,000 | |||
Actual tax benefit realized from tax deductions of option exercises | $ 4,600,000 | $ 5,800,000 | |||
Tranche One [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation, vested grant date fair value | $ / shares | $ 8.01 | ||||
Share-based compensation, trading price percentage | 133.00% | ||||
Consecutive trading days | 20 days | ||||
Tranche Two [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation, vested grant date fair value | $ / shares | $ 7.56 | ||||
Share-based compensation, trading price percentage | 167.00% | ||||
Consecutive trading days | 20 days | ||||
Tranche Three [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation, vested grant date fair value | $ / shares | $ 7 | ||||
Share-based compensation, trading price percentage | 200.00% | ||||
Consecutive trading days | 20 days | ||||
Restricted share awards (RSAs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock based compensation awards, shares vested | shares | 158,217 | ||||
Shares withheld to pay employees' portion of minimum payroll withholding taxes | shares | 24,983 | ||||
Unrecognized compensation costs | 2,300,000 | $ 2,300,000 | |||
Unrecognized compensation costs, weighted-average recognition periods | 1 year 4 months 24 days | ||||
Performance-Based Restricted Share Awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 1 year 3 months 18 days | ||||
Unrecognized compensation costs | 18,000,000 | $ 18,000,000 | |||
Unrecognized compensation costs, weighted-average recognition periods | 1 year 7 months 6 days | ||||
Performance-Based Restricted Share Awards [Member] | Tranche One [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Award vesting percentage for each year | 33.00% | ||||
Threshold level percentage for share awards | 150.00% | ||||
Award grants assuming percentage | 100.00% | ||||
Performance-Based Restricted Share Awards [Member] | Tranche Two [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage for each year | 33.00% | ||||
Performance-Based Restricted Share Awards [Member] | Tranche Three [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting percentage for each year | 33.00% | ||||
2012 Grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected attainment level for the awards granted, percentage | 0.00% | ||||
Stock Based Compensation Plans Twenty Fifteen Grant [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected attainment level for the awards granted, percentage | 100.00% | ||||
Maximum [Member] | 2013 Grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected attainment level for the awards granted, percentage | 75.00% | ||||
Minimum [Member] | 2013 Grant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected attainment level for the awards granted, percentage | 0.00% | ||||
Share based compensation expense reversal | 5,600,000 | $ 5,600,000 | |||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | $ 11,400,000 | $ 11,400,000 | |||
Unrecognized compensation costs, weighted-average recognition periods | 2 years 1 month 6 days | ||||
Employee Stock Purchase Plan 1999 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares of common stock reserved for issuance | shares | 4,500,000 | 4,500,000 | |||
Permitted designation for purchase of common stock under ESPP | Participating employees are permitted to designate up to the lesser of $25,000 or 10% of their annual base compensation for the purchase of common stock under the ESPP. Purchases under the ESPP are made one calendar month after the end of each fiscal quarter. | ||||
Employee participating annual base compensation designated for purchase of common stock, amount | $ 25,000 | $ 25,000 | |||
Employee participating annual base compensation designated for purchase of common stock, percent | 10.00% | 10.00% | |||
Price of common stock purchased under ESPP, description | The price for shares of common stock purchased under the ESPP is 85% of the stock's fair market value on the last business day of the three-month participation period. | ||||
Price of common stock purchased under ESPP, percent | 85.00% | ||||
LTIP Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock based compensation awards, shares vested | shares | 548,671 | ||||
Shares withheld to pay employees' portion of minimum payroll withholding taxes | shares | 196,169 | ||||
Unrecognized compensation costs | $ 12,500,000 | $ 12,500,000 | |||
Unrecognized compensation costs, weighted-average recognition periods | 2 years 7 months 6 days |
Stock-Based Compensation Plan45
Stock-Based Compensation Plans - Summary of Stock Options Issued Pursuant to Stock Incentive Plans (Detail) | 9 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Number of Shares | |
Outstanding, Beginning Balance | shares | 5,282,693 |
Granted | shares | 2,055,514 |
Exercised | shares | (1,108,965) |
Forfeited | shares | (365,286) |
Expired | shares | (593) |
Outstanding, Ending Balance | shares | 5,863,363 |
Number of Shares Exercisable, Ending Balance | shares | 3,285,184 |
Weighted-Average Exercise Price | |
Beginning Balance | $ 12.06 |
Granted | 19.12 |
Exercised | 10.42 |
Forfeited | 19.08 |
Expired | 20.51 |
Ending Balance | 14.41 |
Weighted-Average Exercise Price Exercisable, Ending Balance | $ 10.85 |
Weighted-Average Remaining Contractual Term (Years) | |
Weighted-Average Remaining Contractual Term (Years), Outstanding as of end of period | 6 years 6 months 11 days |
Weighted-Average Remaining Contractual Term (Years), Exercisable as of end of period | 4 years 8 months 5 days |
Aggregate Intrinsic Value of In-the-Money Options | |
Aggregate Intrinsic Value of In-the-Money Options, Outstanding as of end of period | $ | $ 39,394,952 |
Aggregate Intrinsic Value of In-the-Money Options, Exercisable as of end of period | $ | $ 33,735,724 |
Online Resources Corporation [Member] | |
Number of Shares | |
Outstanding, Beginning Balance | shares | 46,512 |
Exercised | shares | (240) |
Expired | shares | (8,187) |
Outstanding, Ending Balance | shares | 38,085 |
Number of Shares Exercisable, Ending Balance | shares | 38,085 |
Weighted-Average Exercise Price | |
Beginning Balance | $ 36.73 |
Exercised | 13.92 |
Expired | 45.07 |
Ending Balance | 35.09 |
Weighted-Average Exercise Price Exercisable, Ending Balance | $ 35.09 |
Weighted-Average Remaining Contractual Term (Years) | |
Weighted-Average Remaining Contractual Term (Years), Outstanding as of end of period | 1 year 2 months 5 days |
Weighted-Average Remaining Contractual Term (Years), Exercisable as of end of period | 1 year 2 months 5 days |
Aggregate Intrinsic Value of In-the-Money Options | |
Aggregate Intrinsic Value of In-the-Money Options, Outstanding as of end of period | $ | $ 48,319 |
Aggregate Intrinsic Value of In-the-Money Options, Exercisable as of end of period | $ | $ 48,319 |
Stock-Based Compensation Plan46
Stock-Based Compensation Plans - Estimated Fair Value of Options Granted using Black-Scholes Option-Pricing Model with Weighted-Average Assumptions (Detail) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | |
Black-Scholes Option-Pricing Model [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life (years) | 5 years 11 months 5 days | 5 years 11 months 5 days |
Interest rate | 1.40% | 1.80% |
Volatility | 32.10% | 45.20% |
Dividend yield | 0.00% | 0.00% |
Monte Carlo Simulation [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life (years) | 7 years 6 months | |
Interest rate | 1.70% | |
Volatility | 41.90% | |
Dividend yield | 0.00% |
Stock-Based Compensation Plan47
Stock-Based Compensation Plans - Summary of Nonvested Performance Based Share Awards and Changes During Period (Detail) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
LTIP Performance Shares [Member] | |
Number of Shares at Expected Attainment | |
Beginning Balance | shares | 1,145,916 |
Granted | shares | 1,025,863 |
Forfeited | shares | (195,919) |
Vested | shares | (548,671) |
Change in expected attainment for 2011 and 2013 grants | shares | (528,303) |
Ending Balance | shares | 898,886 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ 14.84 |
Granted | 19.12 |
Forfeited | 19.41 |
Vested | 9.75 |
Change in expected attainment for 2011 and 2013 grants | 19.44 |
Ending Balance | $ 19.13 |
Performance-Based Restricted Share Awards [Member] | |
Number of Shares at Expected Attainment | |
Granted | shares | 978,365 |
Forfeited | shares | (32,520) |
Ending Balance | shares | 945,845 |
Weighted-Average Grant Date Fair Value | |
Granted | $ 23.45 |
Forfeited | 24.41 |
Ending Balance | $ 23.42 |
Stock-Based Compensation Plan48
Stock-Based Compensation Plans - Summary of Nonvested Restricted Share Awards and Changes During Period (Detail) - Restricted share awards (RSAs) [Member] | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Nonvested Restricted Share Awards | |
Beginning Balance | shares | 183,209 |
Granted | shares | 118,978 |
Vested | shares | (158,217) |
Ending Balance | shares | 143,970 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ 17.11 |
Granted | 23.80 |
Vested | 17.20 |
Ending Balance | $ 22.54 |
Stock-Based Compensation Plan49
Stock-Based Compensation Plans - Summary of Nonvested Transaction Restricted Share Awards Issued under Stock Incentive Plan and Changes During Period (Detail) - S1 Corporation 2003 Stock Incentive Plan [Member] | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Nonvested Restricted Share Awards | |
Beginning Balance | shares | 17,565 |
Forfeited | shares | (4,364) |
Ending Balance | shares | 13,201 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ 11.80 |
Forfeited | 11.80 |
Ending Balance | $ 11.80 |
Software and Other Intangible50
Software and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Software, net | $ 202,242 | $ 202,242 | $ 209,507 | ||
Software, accumulated amortization | 149,700 | 149,700 | 121,600 | ||
Other intangible assets amortization expense | 5,600 | $ 6,100 | 17,100 | $ 18,400 | |
Software Marketed for External Sale [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Software, net | 74,300 | 74,300 | 85,900 | ||
Software, amortization expense | 3,400 | 3,800 | $ 10,900 | 10,900 | |
Software Marketed for External Sale [Member] | Minimum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life | 3 years | ||||
Software Marketed for External Sale [Member] | Maximum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life | 10 years | ||||
Software Acquired or Developed for Internal Use [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Software, net | 127,900 | $ 127,900 | $ 123,600 | ||
Software, amortization expense | $ 9,400 | $ 7,700 | $ 27,000 | $ 18,900 | |
Software Acquired or Developed for Internal Use [Member] | Minimum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life | 3 years | ||||
Software Acquired or Developed for Internal Use [Member] | Maximum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life | 10 years |
Software and Other Intangible51
Software and Other Intangible Assets - Carrying Amount and Accumulated Amortization of Other Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 342,352 | $ 349,184 |
Accumulated Amortization | (102,825) | (87,748) |
Net Balance | 239,527 | 261,436 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 315,577 | 322,216 |
Accumulated Amortization | (81,736) | (68,616) |
Net Balance | 233,841 | 253,600 |
Trademarks and tradenames [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15,631 | 15,767 |
Accumulated Amortization | (9,945) | (7,946) |
Net Balance | 5,686 | 7,821 |
Purchased contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 10,727 | 10,768 |
Accumulated Amortization | (10,727) | (10,768) |
Covenant not to compete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 417 | 433 |
Accumulated Amortization | $ (417) | (418) |
Net Balance | $ 15 |
Software and Other Intangible52
Software and Other Intangible Assets - Estimated Amortization Expense for Future Fiscal Years Based on Capitalized Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 239,527 | $ 261,436 |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of 2015 | 13,979 | |
2,016 | 47,753 | |
2,017 | 39,778 | |
2,018 | 27,939 | |
2,019 | 22,676 | |
2,020 | 21,421 | |
Thereafter | 28,696 | |
Total | 202,242 | |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of 2015 | 5,567 | |
2,016 | 21,356 | |
2,017 | 19,854 | |
2,018 | 19,346 | |
2,019 | 18,749 | |
2,020 | 17,903 | |
Thereafter | 136,752 | |
Total | $ 239,527 |
Corporate Restructuring and O53
Corporate Restructuring and Other Organizational Changes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||||
Employee termination costs (adjustments) | $ 0 | $ 3,200,000 | $ 1,300,000 | $ 6,000,000 | |
Restructuring severance costs | $ 2,700,000 | ||||
Liability is expected to be paid | 12 months | ||||
Unpaid severance liability | 1,000,000 | $ 1,000,000 | |||
Remaining liability paid to employees | 800,000 | 800,000 | |||
Employee termination costs paid during the period | 6,300,000 | ||||
Restructuring charges | 1,314,000 | 1,314,000 | $ 2,793,000 | ||
Other Noncurrent Liabilities [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 200,000 | 200,000 | |||
Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 1,000,000 | 1,000,000 | 2,341,000 | ||
Employee Compensation [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 800,000 | 800,000 | |||
Facility Closures [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 314,000 | 314,000 | $ 452,000 | ||
Americas [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Employee termination costs (adjustments) | 1,700,000 | 700,000 | 3,800,000 | ||
Asia/Pacific [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Employee termination costs (adjustments) | 500,000 | 1,000,000 | |||
EMEA [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Employee termination costs (adjustments) | $ 1,000,000 | $ 600,000 | $ 1,200,000 |
Corporate Restructuring and O54
Corporate Restructuring and Other Organizational Changes - Components of Corporate Restructuring and Other Reorganization Activities from Recent Acquisitions (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | $ 2,793 |
Restructuring charges incurred | 1,338 |
Amounts paid during the period | (2,789) |
Foreign currency translation | (28) |
Ending balance | 1,314 |
Severance [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | 2,341 |
Restructuring charges incurred | 1,338 |
Amounts paid during the period | (2,651) |
Foreign currency translation | (28) |
Ending balance | 1,000 |
Facility Closures [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Beginning balance | 452 |
Amounts paid during the period | (138) |
Ending balance | $ 314 |
Common Stock and Treasury Sto55
Common Stock and Treasury Stock - Additional Information (Detail) - USD ($) | 9 Months Ended | 36 Months Ended | |||||
Sep. 30, 2015 | Dec. 31, 2014 | Feb. 28, 2014 | Jul. 31, 2013 | Sep. 13, 2012 | Feb. 29, 2012 | Dec. 31, 2011 | |
Maximum stock authorized to purchase under stock repurchase program | $ 262,100,000 | $ 210,000,000 | |||||
Increase in maximum stock authorized to purchase under stock repurchase program | $ 100,000,000 | $ 100,000,000 | $ 52,100,000 | ||||
Repurchase of common stock, shares | 0 | 37,108,467 | |||||
Repurchase of common stock, value | $ 395,800,000 | ||||||
Maximum [Member] | |||||||
Maximum stock authorized to purchase under stock repurchase program | $ 113,000,000 | ||||||
Stock authorized to purchase under stock repurchase program, shares | 7,500,000 | ||||||
Remaining value of shares authorized for purchase under the stock repurchase program | $ 138,300,000 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Average Share Amounts used to Compute Both Basic and Diluted Earnings Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Weighted average shares outstanding: | ||||
Basic weighted average shares outstanding | 117,922 | 114,484 | 117,035 | 114,603 |
Add: Dilutive effect of stock options | 1,382 | 1,944 | 1,463 | 2,079 |
Diluted weighted average shares outstanding | 119,304 | 116,428 | 118,498 | 116,682 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||
Options to purchase shares, contingently issuable shares, and common stock warrants excluded from diluted net income per share computation | 3,600,000 | 3,100,000 | 4,000,000 | 3,200,000 | |
Common stock outstanding | 118,258,853 | 118,258,853 | 115,637,804 |
Other, Net (Detail)
Other, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Other Income and Expenses [Abstract] | ||||
Foreign currency transaction gains (losses) | $ 4,314 | $ 3,550 | $ 3,230 | $ (1,219) |
Realized gain on sale of available-for-sale securities | 24,465 | |||
Other | 64 | (125) | ||
Total | $ 4,314 | $ 3,614 | $ 27,695 | $ (1,344) |
Segment Information - Selected
Segment Information - Selected Segment Financial Data, Revenues and Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 238,701 | $ 249,644 | $ 737,340 | $ 725,925 |
Income before income taxes | 18,566 | 25,165 | 50,750 | 29,069 |
Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Income before income taxes | (45,267) | (51,815) | (123,528) | (149,366) |
Americas - United States [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 135,504 | 156,650 | 442,042 | 447,737 |
Americas - Other [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 22,787 | 16,268 | 57,730 | 57,695 |
EMEA [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 60,558 | 56,793 | 178,446 | 161,604 |
Income before income taxes | 34,893 | 30,186 | 89,088 | 72,526 |
Asia/Pacific [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 19,852 | 19,933 | 59,122 | 58,889 |
Income before income taxes | 10,041 | 9,048 | 28,613 | 25,130 |
Americas [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Income before income taxes | $ 18,899 | $ 37,746 | $ 56,577 | $ 80,779 |
Segment Information - Selecte60
Segment Information - Selected Segment Financial Data, Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Assets | $ 1,744,664 | $ 1,850,700 |
Americas - United States [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,138,127 | 1,210,674 |
Americas - Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 28,885 | 32,594 |
EMEA [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 465,036 | 487,629 |
Asia/Pacific [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 112,616 | $ 119,803 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Customer Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of revenues | No single customer accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. | No single customer accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. | No single customer accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. | No single customer accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. |
Geographic Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of revenues | No country outside the United States accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. | No country outside the United States accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. | No country outside the United States accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. | No country outside the United States accounted for more than 10% of the Company's consolidated revenues during the three and nine months ended September 30, 2015 and 2014. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||||
Effective tax rate, percentage | 20.40% | 37.50% | 17.90% | 27.10% | ||
Earnings of foreign entities | $ 15.9 | $ 7.3 | $ 35.9 | $ 31.6 | ||
Unrecognized tax benefit for uncertain tax positions | 22.1 | 22.1 | $ 14.8 | |||
Accrued interest and penalties related to income tax liabilities | $ 2.3 | $ 2.3 | $ 2.4 | |||
Decrease in unrecognized tax benefits due to expiration of statutes of limitations and settlement of various audits | $ 3.3 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Sep. 23, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Loss Contingency, name of plaintiff | BHM, Inc. |
Loss contingency, damages sought, value | $ 43.8 |
Accumulated Other Comprehensi64
Accumulated Other Comprehensive Loss - Activity within Accumulated Other Comprehensive Loss (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | $ (19,883) |
Other comprehensive loss | (48,337) |
Ending balance | (68,220) |
Unrealized gain on available-for-sale securities [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | 22,977 |
Other comprehensive loss | (22,977) |
Foreign currency translation [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (42,860) |
Other comprehensive loss | (25,360) |
Ending balance | $ (68,220) |